New York, January 07, 2014 -- Moody's Investors Service said Sirius XM Holdings Inc. ("Sirius") recently announced its Board of Directors received a non-binding letter from Liberty Media Corporation (unrated) proposing a transaction to convert all outstanding shares of common stock of Sirius not owned by Liberty Media Corporation ("Liberty") into the right to receive 0.0760 of new, non-voting shares of Liberty Series C common stock. Immediately prior to a conversion, Liberty would distribute shares of Liberty's Series C common stock to all holders of record of Liberty's Series A and B common stock on a 2:1 basis. Upon the completion of the proposed transaction, Sirius public stockholders would own roughly 39% of Liberty's total equity market cap.
A Special Committee of independent directors of Sirius will be formed to consider Liberty's proposal. The transaction is conditioned on the approval of both the Special Committee and more than 50% of the minority public shareholders of Sirius. Assuming the proposed transaction is approved, Sirius would become a wholly-owned subsidiary under Liberty. Moody's views this transaction as credit negative given the potential for additional debt to be issued by Sirius, or a new holding company of Sirius, with proceeds to fund investments of Liberty. Management of Liberty has stated that it views Sirius as being under levered and could be more aggressive with its capital structure.
The issuer comment "Proposed Offer by Liberty Media to Increase Its Ownership of Sirius XM to 100% is Credit Negative" is available on www.moodys.com
Sirius XM Holdings Inc., headquartered in New York, NY, provides satellite radio services in the United States and Canada. The company creates and broadcasts commercial-free music; premier sports talk and live events; comedy; news; exclusive talk and entertainment; and comprehensive Latin music, sports and talk programming. Sirius XM services are available in vehicles from major car companies in the U.S., and programming is also available online as well as through applications for smartphones and other connected devices. The company holds a 37.7% interest in Sirius XM Canada which has more than 2 million subscribers. Sirius is publicly traded and a controlled company of Liberty Media Corporation which owns over 50% of common shares. Sirius reported 25.6 million subscribers, including 20.7 million self-pay subscribers, at the end of September 2013 and generated revenue of $3.7 billion for the trailing 12 months ended September 30, 2013.

Edit: Get ready folks... we are going to see some negative articles hit Seeking Alpha soon.

Last edited by midas360; 01-07-2014 at 08:39 PM.

I WIN. GAME OVER. CHECK MATE. I CONTROL YOUR EVERY MOVE. WATCH WHAT HAPPENS NEXT

Spencer, I think one of the news agencies or several are reporting wrong numbers. One shows Sirius gained 77934 subscribers in the 3rd quarter, they did not lose 20,000. However, another shows your number. On 9-30-13 SiriusXM ended the quarter with 25,582,066 million subs, today they reported 25,660,000, thats 77,934 more. We need clarification. Dang Below is the PR that shows 25.66 million

I guess if you take the 23.9 million that ended 2012 and add 1.66 million net for 2013 , we get the 25.56 million.

It looks like the net self paying subs increased by 1,070,333 from 2012 to 2013, thats what really counts. they pay (SIRI PR states 1.5 million self pay additions for the year, am I missing something?) I looked at EOY for 2012 and I only show 1 million YOY.

He said there is a "disconnect" because some are accusing Liberty of "stealing" Sirius XM with its offer of $3.68 per share. while some of the same people also "worry about the death of the company because of the connected car."

"There's no drama here," Meyer told attendees. "Liberty won't do the deal -- which I think, by the way is great -- without the majority of the minority shareholders approving. And I think that's all there is to say."

Sounds like a done deal to me.

Last edited by midas360; 01-08-2014 at 07:22 AM.

I WIN. GAME OVER. CHECK MATE. I CONTROL YOUR EVERY MOVE. WATCH WHAT HAPPENS NEXT

Not a big fan of the offer but if the offer is going to happen wouldn't it make sense to sell Sirius and buy LMCA A shares. That way you get Class A shares plus the 2 for 1 C shares. If I'm understanding this correctly than ultimately you would end up with more Class C shares than by holding Sirius and in addition have class A shares.